These Terms of Service (“Terms”) govern access to and use of the Residia platform operated by Residia AI, Inc.
 

By using the Platform, you agree to the following:
 

1. Platform Role
Residia provides a technology platform connecting homeowners and Vendors. Residia does not perform maintenance services and is not the contractor of record.
 

2. Vendor Relationship
Vendors are independent contractors. Any service agreement is between Homeowner and Vendor.
 

3. Payment Processing
All payments are processed via Stripe. Residia does not hold or escrow funds. Platform fees may be deducted prior to Vendor transfer.
 

4. Deposits & Milestones
Deposits may be required for certain projects. Deposits are released to Vendor upon authorization. Residia does not guarantee completion.
 

5. Job Completion
Vendor marks job complete. Homeowner must approve within the Platform. Failure to respond within seven (7) days may result in automatic release of funds.
 

6. Disputes
Disputes are between Homeowner and Vendor. Residia may facilitate communication but is not obligated to mediate.
 

7. Chargebacks
Stripe governs chargeback procedures. Residia is not liable for Vendor service disputes.
 

8. Limitation of Liability
Residia’s liability is limited to fees paid in the prior six (6) months. No indirect or consequential damages.
 

9. User Responsibilities
Homeowner agrees not to circumvent platform payments or misuse Vendor data.
 

10. Governing Law & Arbitration
Governed by Delaware law. Disputes resolved by binding arbitration. Class action waiver applies.
 

11. Entire Agreement
These Terms constitute the entire agreement regarding Platform use.

12. DATA PRIVACY: Residia shall not sell, rent, or lease your personal data to third parties for marketing purposes. Your information will be used exclusively to facilitate Platform services, such as connecting Homeowners with Vendors and processing payments. Residia employs industry-standard security measures to prevent unauthorized access or "inappropriate use" of user data.

 

This Vendor Agreement (“Agreement”) is entered into by and between Residia AI, Inc., a Delaware corporation (“Residia”), and the individual or entity accepting these terms (“Vendor”). This Agreement governs Vendor’s access to and use of the Residia platform (the “Platform”).
 

By registering as a Vendor, creating an account, or accepting any service request through the Platform, Vendor agrees to be bound by this Agreement.
 

1. PLATFORM ROLE
 

Residia operates a technology platform that connects homeowners and homeowners associations (“Customers”) with independent third-party service providers. Residia does not perform, supervise, control, or warrant any maintenance, repair, or construction services. Residia is not the contractor of record, general contractor, subcontractor, agent, or representative of Vendor.
 

Vendor acknowledges that Residia’s role is strictly limited to providing software, payment facilitation, and communication tools.
 

2. INDEPENDENT CONTRACTOR STATUS
 

Vendor is an independent contractor and not an employee, agent, joint venturer, or partner of Residia. Vendor retains sole control over the manner and means of performing services. Vendor is responsible for all taxes, insurance, labor compliance, and regulatory obligations.
 

Nothing in this Agreement shall be construed to create any employment or agency relationship.
 

3. PAYMENT PROCESSING; STRIPE CONNECT
 

All payments are processed via Stripe. Vendor must maintain an active Stripe connected account in good standing. Residia does not hold, escrow, transmit, or commingle funds.
 

Vendor authorizes Residia to deduct platform fees through Stripe application fees. Funds are transferred directly to Vendor’s connected account subject to completion verification and dispute review.
 

4. DEPOSITS; MILESTONE PAYMENTS
 

For projects with estimated material costs exceeding $1,000, a deposit of up to fifty percent (50%) may be collected. Deposits are transferred to Vendor upon Customer authorization.
 

Vendor acknowledges deposits are intended to secure performance. Vendor bears sole responsibility for use of deposit funds and project completion. Residia is not liable for incomplete performance following deposit transfer.
 

Remaining balances are transferred upon Customer approval of completion or pursuant to Section 5.
 

5. JOB COMPLETION; TRANSFER TIMING
 

Vendor must mark services as complete and provide photographic or video evidence through the Platform.
 

Customer must approve completion in-app. If no response is received within seven (7) days, Residia may rely on objective evidence to authorize transfer.
 

Residia may delay or suspend transfers in cases of fraud, policy violation, or reasonable dispute.
 

6. CHARGEBACKS; REFUNDS; DISPUTES
 

Vendor bears full financial responsibility for chargebacks, reversals, refunds, and disputes. Stripe may debit Vendor’s account. If insufficient funds exist, Vendor authorizes Residia to offset amounts from future transfers.
 

Vendor shall indemnify Residia for any losses related to chargebacks.
 

7. REPRESENTATIONS; LICENSING; INSURANCE
 

Vendor represents and warrants that:
 

• Vendor holds all required licenses and permits.
• Vendor maintains active business registration.
• Vendor maintains general liability insurance of no less than $1,000,000 per occurrence and $2,000,000 aggregate.
• Vendor maintains workers’ compensation where required.
 

Vendor shall provide proof upon request. License lapse may result in immediate suspension.
 

8. INDEMNIFICATION
 

Vendor shall indemnify, defend, and hold harmless Residia and its affiliates from all claims, damages, losses, liabilities, costs, and attorneys’ fees arising from:
 

• Services performed
• Property damage
• Personal injury
• Regulatory violations
• Mechanic’s liens
• Chargebacks
• Fraud or misconduct
 

This obligation survives termination.
 

9. LIMITATION OF LIABILITY
 

Residia’s total aggregate liability shall not exceed platform fees paid by Vendor in the six (6) months preceding the claim. Residia shall not be liable for indirect, incidental, consequential, or punitive damages.
 

10. NON-CIRCUMVENTION
 

Vendor shall not accept off-platform payments from Customers introduced via Residia for twenty-four (24) months. Circumvention may result in termination and damages.
 

11. DATA USE
 

Vendor may use Customer data solely for Platform-facilitated services and shall comply with applicable data protection laws.
 

12. SUSPENSION; TERMINATION
 

Residia may suspend or terminate Vendor at its sole discretion for policy violations, fraud, license lapse, insurance lapse, or misconduct.
 

13. TAX RESPONSIBILITY
 

Vendor is solely responsible for tax compliance and reporting. Vendor shall provide IRS Form W-9 upon request.
 

14. GOVERNING LAW; ARBITRATION
 

This Agreement is governed by Delaware law. Disputes shall be resolved by binding arbitration under AAA rules. Vendor waives the right to participate in class actions.
 

15. ENTIRE AGREEMENT
 

This Agreement constitutes the entire agreement between the parties.

 

By clicking “I Agree” or continuing to use Residia, you confirm your acceptance of these Terms and Conditions.